The proposed research focuses on the psychological treatment of Generalized Anxiety Disorder and Panic Disorder. A pilot study is reported wherein progressive relaxation training plus nondirective therapy, plus cognitive therapy, and plus coping desensitization led to significant and equivalent post-therapy and follow-up improvement. Our research and that of others have yet to separate the effects of nonspecific factors and relaxation training. Study I proposes to compare nondirective therapy alone, progressive relaxation training alone, and a coping desensitization package which includes relaxation, anxiety-incompatible thought substitution, and worry management in the treatment of these anxiety states. Self-report, psychiatric assessor, and psychophsyiological assessments will be obtained at pre- and post- therapy periods, and 6- and 12-month follow-up will be conducted with self-report and assessor measures. A variety of process measures will be included to test mechanisms of treatment change.